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February 23, 1996
Securities and Exchange Commission
450 5th Street, NW
Attn: Filing Desk, Stop 1-4
Washington, D.C. 20549-1004
RE: Rule 24f-2 Notice for
APL Variable Annuity Account 1
SEC File No. 33-57731/812-9484
Gentlemen:
[i] In accordance with the provisions of Rule 24f-2, APL
Variable Annuity Account 1 hereby files its Rule 24f-2
Notice for the fiscal year ended December 31, 1995
("Fiscal Year").
[ii] Amount of securities registered other
than under 24f-2 which were unsold at
the beginning of the fiscal year. $ 0
[iii] Amount of securities registered during
the fiscal year other than under 24f-2. $ 0
[iv] Amount of securities sold during the
fiscal year. $2,491*
[v] Amount of securities sold pursuant to 24f-2. $2,491*
[vi] Fee $2,491 / 2900 equals $ .86
* Sales of $2,692 minus redemptions of $201
Enclosed please find an opinion of counsel.
If you have any questions, please contact the undersigned.
Very truly yours,
APL VARIABLE ANNUITY ACCOUNT 1
Mary Ellyn Minenko
Counsel
(612) 671-3678
MEM/KB/rdh
Enclosures
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EXHIBIT INDEX
(b) (10) OPINION OF COUNSEL
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February 23, 1996
American Partners Life Insurance Company
P.O. Box 534
Minneapolis, MN 55440-0534
Gentlemen:
Reference is made to the Registration Statement of APL Variable
Annuity Account 1 on Form N-4 (File No. 33-57731) under the
Securities Act of 1933 registering an indefinite amount of
securities pursuant to Rule 24f-2 adopted under the Investment
Company Act of 1940. APL Variable Annuity Account 1 became
effective February 9, 1995, commencement of operations November 20,
1995.
In connection with the Rule 24f-2 Notice for the fiscal year ended
December 31, 1995 I have made such examination of matter of fact
and law as I have deemed appropriate, and am of the opinion that:
1) During the entire period covered by the Rule 24f-2 Notice, APL
Variable Annuity Account 1 was a validly created and existing
separate account of American Partners Life Insurance Company
duly authorized, as a unit investment trust, to issue and sell
the securities registered, and
2) The securities issued, being variable annuity contracts, were
legally issued and non-assessable and require no further
payment by the purchaser.
I hereby consent that the foregoing opinion may be used in
connection with the Rule 24f-2 Notice.
Sincerely,
Mary Ellyn Minenko
Attorney at Law
(612) 671-3678
MEM/KB/rdh
